Terms & Conditions

Effective Date: 01/01/2025
Last Updated: 01/01/2025

Important Notice: These Terms & Conditions (the "Terms") form a legally binding agreement between Active Consulting Services LLC, a Delaware limited liability company ("Active Consulting Services," "ACS," "we," "us," or "our"), and any individual or entity that accesses our website, engages our staffing / recruitment / workforce solutions services, submits a resume, posts a job order, or otherwise interacts with us ("you," "your," "Client," "Candidate," or "User" as context requires). Please read them carefully. By accessing or using the Site or Services (each defined below), you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, do not use the Site or Services.

Not Legal Advice / Recommend Counsel Review: These Terms are designed to be comprehensive and risk aware under U.S. and Delaware law. However, they are not a substitute for advice from licensed counsel. We strongly recommend that Clients review and negotiate a written Master Service Agreement ("MSA") and/or Staffing Engagement Agreement tailored to each engagement.

1. Defined Terms
   • "ACS" / "Active Consulting Services" – Active Consulting Services LLC, a Delaware limited liability company.
   • "Site" – Our publicly available website located at https://activecsllc.com/ and any subdomains, microsites, candidate/job portals, online forms, or platforms we operate or control that link to these Terms.
   • "Services" – Staffing, recruiting, talent acquisition, sourcing, screening, shortlisting, executive search, contingent workforce solutions, recruitment process outsourcing (RPO), temporary/contract staffing, project-based hiring, statement of work (SOW) delivery coordination, payroll pass-through (if separately contracted), consulting, workforce analytics, and any related professional services provided by ACS.
   • "Client" – Any company, organization, hiring entity, MSP/VMS, third-party intermediary, or end customer that requests, receives, interviews, or engages Candidates presented by ACS, whether directly or indirectly.
   • "Candidate" – Any job seeker, consultant, contractor, employee, temporary worker, or individual whose profile, resume, submission, interview, or placement is facilitated by ACS.
   • "Placement" – A Candidate’s acceptance (verbal or written) of an offer of employment, engagement, assignment, contract, consulting arrangement, SOW participation, or other compensated relationship with a Client (or related entity) within the Candidate Ownership Period (defined below).
   • "Fees" – Any placement fees, conversion fees, success fees, hourly or bill rate markups, RPO subscription charges, retainers, project fees, or other charges due under these Terms or a governing agreement.
   • "Written" / "In Writing" – Includes email (from an identifiable domain), digitally executed contracts, e-signature platforms, or documents posted to a secure ACS portal that are accessible by the parties.
   • "Business Days" – Monday through Friday, excluding U.S. federal holidays.
2. Contract Structure; Order of Precedence

   These Terms govern:

   1. Your use of the Site; and
   2. Any staffing or recruitment related interactions with ACS unless you and ACS have executed a separate written Master Service Agreement, Staffing Agreement, or Statement of Work that expressly supersedes these Terms.

   Order of Precedence: In the event of a conflict: (1) A fully executed MSA or Staffing Agreement signed by both parties controls; (2) then any signed SOW, Work Order, or Order Form; (3) then these Terms; (4) then any documents posted to the Site. Silence in a higher order document does not create conflict; the lower order provision will supplement.

3. Eligibility & Authority to Contract
   • You represent that you are at least 18 years old (or the age of majority in your jurisdiction, if higher).
   • If you act on behalf of a business, you represent you are authorized to bind that business.
   • You agree to comply with all applicable laws, including U.S. federal, state (including Delaware), and local labor, employment, wage & hour, immigration, anti-discrimination, and data privacy laws.

   ACS may decline or terminate engagement where legal, compliance, credit, or reputational concerns arise.

4. Scope of Services

   ACS provides scalable workforce solutions. Depending on engagement type, Services may include:

   • Direct Hire / Permanent Placement: Candidate sourcing, screening, shortlisting, and facilitation of full-time hire. Success-based Fees typically invoiced upon Candidate start (or as otherwise agreed).
   • Temporary / Contract / Contingent Staffing: Provision, payrolling, or coordinated engagement of temporary workers or independent contractors. Separate onboarding, timesheet, and billing rules apply.
   • Recruitment Process Outsourcing (RPO): Delegated recruiting operations across defined requisition volume, job families, or geographies. May include embedded recruiters, technology stack integration, SLAs, and reporting.
   • Project-Based / Volume / Seasonal Hiring Campaigns: Burst recruiting aligned to ramp periods, new site launches, M&A transitions, or seasonal demand spikes.
   • Statement of Work (SOW) & Managed Talent Programs: Outcome-based engagements tied to defined deliverables, milestone billing, and governance cadences.
   • Advisory & Compliance Support (Non-Legal): Market intelligence, salary benchmarking, diversity outreach strategy, workforce analytics. Provided for informational purposes only and not legal, tax, or HR compliance advice.

   Service Specific Terms: Many Services require a signed MSA, Addendum, or Work Order. Where absent, these Terms apply by default.

5. Candidate Submissions & Ownership
   1. Representation: ACS represents that we have been authorized by the Candidate (express or implied through resume submission or public sourcing under accepted recruiting practices) to share profile information with prospective employers for legitimate hiring consideration.
   2. Candidate Ownership Period: Unless otherwise agreed in writing, a Candidate submitted by ACS shall be considered our referral for a period of 12 months from the most recent date of submission, re-submission, interview coordination, or active discussion relating to that Candidate. If during the Candidate Ownership Period the Candidate is hired, retained, contracted, assigned, or otherwise engaged by the Client (or any affiliate, subsidiary, parent, partner, JV, or related entity introduced through Client), the Client agrees to pay the applicable Fee.
   3. Prior Knowledge / Previously Known Candidates: If Client believes a Candidate submitted by ACS was previously known, Client must, within 3 Business Days of submission, notify ACS in writing and provide verifiable documentation (e.g., active internal applicant profile dated prior to ACS submission, interview notes, or direct correspondence). Failure to timely dispute constitutes acceptance of ACS’s referral ownership.
   4. Rejection & Re-Submission: If Client rejects a Candidate and later hires that same Candidate (directly or indirectly) within the Candidate Ownership Period, Fees apply.
   5. Third-Party Submission Chains: Where MSPs/VMS platforms are involved, Candidate ownership follows platform rules only if incorporated by reference in the governing agreement. Otherwise, these Terms control.
6. Acknowledgment & Acceptance

   By accessing the Site, submitting a job order, requesting candidate resumes, interviewing candidates introduced by ACS, or otherwise engaging with ACS, you acknowledge that you have read, understood, and agree to be bound by these Terms (as updated from time to time). If you do not agree, do not request or accept Services.

7. Contact Us
   Active Consulting Services LLC
   16192 Coastal Highway, Lewes, Delaware 19958, USA
   Email: prahlad@activecsllc.com
   Phone: +1 (302) 412-0604
   Website: https://activecsllc.com/